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Jones Day promotes 50 partners as it shrugs off impact of Covid-19

Jones Day has shrugged off the impact of Covid-19 in this year’s partner promotions round making up 50 lawyers across its network, up from 34 last year.

There are six promotions in the Asia Pacific region and six in Europe, with the remainder across its substantial national network of US offices.

The promotions were spread relatively widely across the network – partners were made up in 22 of the firm’s 41 bases with Washington DC accounting for the largest tally (six), followed by New York and the top 10 US firm’s Cleveland headquarters, which will both usher in five new partners on 1 January.

There is also a near even gender split – 24 of the new partners are women representing 48% of the cohort. Last year the split was exactly 50-50.

Notable among the appointments is that of firmwide head of pro bono Laura Tuell, who is based in Washington DC. The former trial lawyer oversees the firm’s global pro bono programme as well as having an active practice, particularly representing women asylum seekers seeking protection against gender prosecution.

Research published earlier this year found that more than 55 law firms globally employed 66 dedicated pro bono partners in 2019, compared with just six in 1999.

Among the more unusual locations welcoming new partners is the firm’s 32-strong Taipei office, where Jean Kuo is being made up. She has a broad practice that includes M&A, IP and antitrust with a focus on advising Japanese clients on their investments.

There are four promotions in Australia, up from two last year. In Sydney competition specialist Prudence Smith and M&A adviser Hemang Shah have been recognised while disputes specialists Pip Goldman and Daniel Moloney are joining the partnership from their bases in Brisbane and Melbourne respectively.

The Asia Pacific tally is completed by Shanghai-based IP litigator Guoping Da, who represents multinational companies in IP enforcement and infringement actions in the United States and China. She studied at Peking University before gaining a PHD in biochemistry in the US and then qualifying as a lawyer.

Meanwhile, in Europe, there were two promotions apiece in London (John Crowley, real estate, Laura Pembridge, private equity), Paris (Edouard Fortunet, private equity, Nicolas André, tax) and Brussels (Eva Monard, regulation, Jonas Van den Bossche, M&A).

In terms of practice areas the business and tort litigation team enjoyed the most promotions (nine) followed by M&A (seven) and IP (five).

In March, Jones Day was named the strongest law firm brand in the US for a fourth year in the Acritas 2020 US Law Firm Brand Index. However, last month it was forced to clarify its role as an adviser to Donald Trump by rebutting media claims it was involved in any litigation involving alleged voter fraud.

Earlier this week a group of six former associates withdrew a class and discrimination claim against the firm although they are still pursuing individual claims which the firm has dubbed ‘equally meritless’, according to Reuters Legal.

Other top US firms already to have announced their promotions include Latham & Watkins, which unveiled 33 new partners, the same as last year, and Kirkland & Ellis, which made up a record 145 partners.

Goodwin Procter hires Kirkland & Ellis partner as it bets on M&A upswing

Goodwin Procter has hired M&A lawyer Joshua Zachariah from Kirkland & Ellis as it seeks to ramp up its transactions team in anticipation of a growth in new deals.

Zachariah joins the firm as a partner in Boston, though he will split his time between the firm’s East and West Coast offices given his previous deal-making experience in New York and the San Francisco Bay Area.

Zachariah arrives at Goodwin after a decade as a partner at Kirkland & Ellis in San Francisco. He also spent five years as an associate at Skadden Arps Slate Meagher & Flom in New York.

His experience spans all types of M&A matters for both public companies and private equity clients, including domestic and cross-border deals, joint ventures, strategic investments and take-privates. He also advises on corporate governance and shareholder activism matters.

Over his career, he has advised on more than $100bn of deals, notably in the tech and life sciences sectors.

Stuart Cable, Goodwin’s global M&A chair, said the firm’s strengths in technology, life sciences and private equity put it at a “unique advantage for our M&A clients seeking to capitalise on the new wave of opportunities at the intersection of these disruptive industries”.

Goodwin was third in Mergermarket’s Q1 -Q3 US M&A deal table by volume behind Kirkland & Ellis and Latham & Watkins, advising on 179 deals valued at $38.7bn, up from fourth for the same period last year. It was fifth in the equivalent global ranking – the same ranking it achieved in 2019.

Goodwin has recently advised on mega-deals including Slack’s $27.7bn sale to Salesforce and T-Mobile US’s $26.5bn merger with Sprint Corporation.

In October, it hired licensing partner Adam Bellack in Washington DC from Hogan Lovells to support its ongoing life sciences push and in September it hired a five-partner private equity team from Sidley Austin in London.

China – Mergers and Acquisitions

One of the most common ways for a business to gain access to the China market is through acquisition of, or merger with a local company. But Chinese laws that govern foreign acquisition are complex and you may need to bring in a third party to accomplish it. And there’s another consideration, the resulting entity operates differently than a standard business, do it’s important to understand the rules.

That’s why if you are considering a merger or acquisition in China, you need the legal team at IPO Pang. IPO Pang has plenty of experience negotiating and closing mergers and acquisitions, representing either buyers or sellers. Their team has a strong understanding of how to get the job done, the law and the customs must be followed if you want to pull of the transaction on time and on budget.

There are a number of things that can slow or even stop the deal. Poor due diligence, inadequate understanding of regulatory legal and political risks, or underestimating the timetable to complete the deal. IPO can help withs with every aspect of a merger and acquisition from start to finish. They often represent the foreign party on a hybrid structure fee so they share the risk and with skin in the game, they will make sure the deal gets done to your satisfaction.

Whether you want to buy or sell, the best investment you will make is teaming up with IPO Pang.

Read out to them via info@ipopang.com or visit www.ipopang.com, you can also call them.

Article By Peter C. Pang

 

Vietnam: Legal and Financial Aspects in the M&A Process

Mergers and Acquisitions (M&A’s) are an increasingly popular route for foreign investors looking to begin operations in Vietnam – and due diligence is a key component of the M&A process.

While there are several aspects to consider in a due diligence – such as the company’s reputational profile, strategic position in the market, and assets – we focus on legal and financial due diligence because they represent the starting point for most investors.

Before commencing due diligence on a target company, the acquiring company typically signs an agreement such as a Memorandum of Understanding (MoU) with the target company. The acquiring company may also make a deposit to confirm that the deal is serious enough for the target company to spend time to prepare and release documents needed for the due diligence.

Legal and financial due diligence may take several months, depending on the size of the company being acquired, as well as the location where it is based. This work is typically conducted by a third-party professional services firm.

Foreign investors should seek to select a firm that has an office in-country with staff fluent in both Vietnamese and the language spoken at the investors’ headquarters. This profile will help ensure your service provider can work more efficiently during both on-site visits and communication with overseas managers.

Legal due diligence of a target company

During the legal due diligence process, service providers may ask to review the target company’s documents, certificates, qualifications, and licenses. These may include:

  • Business licenses;
  • Approval certificate;
  • Company charter;
  • Meeting minutes of Board of Management (BoM); and
  • Shareholders and capital contribution of shareholders.

Ownership

The percentage of foreign ownership to the target company based on applicable local laws, World Trade Organization (WTO) and other free trade agreements (FTAs) where Vietnam is a member will also need to be determined before the acquisition.

Contracts

Commercial contracts, loan agreements, MoUs, and non-disclosure agreements signed by the owners of the target company.

Litigation

Any ongoing litigation of the target company may affect its value. A thorough review of the litigation status is recommended.

Financial due diligence of a target company

Financial due diligence allows the investor to audit the target company and analyze the company’s earnings, its working capital needs, as well as sales and operating expenses.

Financial diligence can be broken down in two parts: assets and liabilities.

Ingraphic: Financial Status Review M&A

Internal financial statements

Review all of the target company’s documents related to revenue, expenditure and other accounts. This should be done to ensure the documents are factual and to identify any discrepancies.

Internal and tax reports

Analyze the target company’s internal and tax documents to see if there are any discrepancies between internal reports and tax reports. This review should evaluate relevant risks due to any discrepancies between the tax declaration and the actual status.

Other items that may need to be reviewed are capital contribution, cash on hand, cash flows and any other key financial indicators.

Timeframe and reporting

Once all the documents have been reviewed by the service provider, it submits a report, with details outlining to see if the target company is in compliance with all the rules and regulations in Vietnam.

At this stage, the third party can advise on any issues that need to be resolved between the acquiring and target company. Typically, the entire process of legal and financial due diligence in Vietnam can up to three months or more.

[Read more]

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This article is produced by Vietnam Briefing, a premium source of information for investors looking to set up and conduct business in Vietnam. The site is a publishing arm of Dezan Shira & Associates, a leading foreign investment consultancy in Asiawith over 27 years of experience assisting businesses with market entry, site selection, legal, tax, accounting, HR and payroll services throughout the region.

M&A Nuggets: “M & A” – What Does It Mean?

These nuggets are all about “M & A” – most people identify M & A with mergers and acquisitions.  However, did you know that the acronym M & A has many other meanings, all of which can be related to mergers and acquisitions.  For example:

  • Monitoring & Assessment – every purchaser of a business should continuously monitor and assess its target during the acquisition process to determine whether any material changes, good or bad, have occurred
  • Measurement & Analysis – purchasers must measure many different aspects of the target, most importantly the key performance indicators in the target’s industry, and conduct a thorough analysis of those measurements
  • Management & Administration – purchasers must conduct a review of the target’s key personnel to determine who is necessary to the operation of the business post-closing, who is not, and whether there are any gaps in management that need to be filled

So, as a purchaser, make sure that you devote time and resources to the other “M & As” related to the acquisition process.

Happy Holidays and New Year.

If you have any questions about this or any other M&A issue, please contact Glenn Solomon at gsolomon@offitkurman.com or 443-738-1522.